Terms and Conditions of Participation in the Wildling Shoes Affiliate Program (last revised: Oktober 2023)
Operator: WILDLING SHOES GmbH
The Wildling Shoes Affiliate Program (hereinafter referred to as the “WSA Program”) is hosted and operated by Wildling Shoes GmbH, Walbach 9, 51766 Engelskirchen, Germany, https://www.wildling.shoes/ (hereinafter referred to as “WILDLING”).
Purpose of the WSA Program
1.1 The WSA Program is designed to promote the distribution of WILDLING’s products and to increase the sales of these products. To this end, WILDLING provides the WSA Program participants with promotional materials, primarily in the form of Internet links, which the program participants can incorporate on their websites or in other Internet-based sales channels. When customers (e.g. consumers) click on these links, they are redirected to product offers from WILDLING. Each link of this kind is marked with a special code (hereinafter referred to as an “Affiliate Link”) that uniquely identifies the participating affiliate so that WILDLING can identify which participant has referred a customer. The participant (hereinafter also in part referred to as “Affiliate”) functions solely as an intermediary between WILDLING and potential customers. 1.2 Under no circumstances should the WSA Program or its participants place WILDLING at a disadvantage in terms of its business, corporate policy, or economic situation, or in any way impair WILDLING’s public reputation or the values to which WILDLING is committed.
Participating third parties
WILDLING utilizes the services and the platform of Grin Technologies, Inc., whose principal place of business office is at 400 Capitol Mall, Floor 9, Sacramento, CA 95814, United States of America (hereinafter referred to as “GRIN”) in connection with the WSA Program. GRIN provides an electronic infrastructure through which companies like WILDLING can offer and manage their own affiliate program. Find further information about GRIN at: https://grin.co/.
2 Eligibility requirements
Participation in the WSA Program is subject to the provisions set forth below (hereinafter referred to as the “Official Rules”).
The WSA Program is open only to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Under Section 14 of BGB, an entrepreneur is a natural or legal person or a partnership with a legal capacity who or which, when entering into a legal transaction, acts in exercise of his/her or its trade, business or profession. If the eligible entrepreneurs are natural persons, they are only eligible to participate if they are of legal age and legal capacity at the time of participation in the Program.
Consumers are expressly excluded from participation in the Program. Under Section 13 of the BGB, a consumer is any natural person who enters into a legal transaction for purposes that are predominantly not related to his or her commercial or independent professional activities.
In order to participate in the WSA Program, any and all information that a participant provides in connection with the Program, particularly during his/her application/registration for the Program, must be completely true and accurate.
Participation by means of automatic participation software or manipulation of the WSA Program, in particular for the purpose of circumventing the meaning and purpose of the WSA Program and/or the meaning and purpose of these Official Rules, is not permitted.
To be eligible to participate in the WSA Program, eligible persons must
complete an electronic application/registration form by truthfully providing the data requested on the form (typically including first and last name, company, postal address, telephone number, email address and domain),
express acceptance of these Terms and Conditions of Participation in the Wildling Shoes Affiliate Program (typically by enabling/clicking/checking a duly designated electronic field/link/box), and
electronically submit the truthfully completed application/registration form to WILDLING and/or GRIN.
Review of the application/registration and participant approval
WILDLING is entitled, but not obliged, to verify the application/registration following submission. WILDLING is permitted to contact the applicant using the contact details provided during the application/registration process in order to reach an agreement on the amount and the conditions of any possible commissions that the potential participant is to receive in the event that customers purchase products from WILDLING through an Affiliate Link that identifies the participant, or to resolve any other questions (such as regarding the potential participant’s field of business or his or her motives for specifically wanting to work as an Affiliate for WILDLING, etc.).
If WILDLING chooses to accept the applicant as a participant, WILDLING will notify the applicant accordingly. This notification of acceptance is effected when WILDLING (i) transfers the application/registration into the GRIN infrastructure (by means of the procedures or mechanisms provided for there) from the status of application/registration to the status of approved participant and also (ii) provides the applicant with individual Affiliate Links (using the GRIN infrastructure or other means). The applicant is not a verified participant in the WSA Program until Wildling has issued this notice of acceptance.
WILDLING is under no obligation to approve every application/registration for participation in the Program.
3 Participants’ use of Affiliate Links and other promotional materials on websites and other sales channels
A participant may use the Affiliate Links provided to him/her exclusively on the websites and sales channels that he/she has explicitly agreed upon with WILDLING during the communication executed pursuant to Item 7.1 or which he/she has explicitly agreed upon subsequently with WILDLING (hereinafter referred to as “permitted locations”); in other words, after the acceptance notification (in accordance with Item 7.2), by means of other individual communication.
Item 8.1 applies equally if WILDLING has provided a participant with several Affiliate Links, only some of which are suitable for the explicitly agreed websites and sales channels (such as the participant’s own website), while the remaining links are intended for other websites and sales channels (such as the participant’s various forms of social media presence). In such cases as well, the participant may use the Affiliate Links exclusively on the explicitly agreed and arranged websites and sales channels, which are the permitted locations.
If a participant and WILDLING have not explicitly agreed on websites and sales channels on which the participant may use Affiliate Links, the participant may only use the Affiliate Links on websites and distribution channels that he/she has specified on the electronic application/registration form in the course of his/her application/registration (see Item 6 above). However, if these websites and sales channels do not comply with the stipulations set forth in Item 9 or contradict the prohibited actions set forth in Item 9, the participant is also prohibited from using the Affiliate Links on the websites and distribution channels specified during his/her application/registration. In such case, the participant is required to identify websites and/or sales channels that comply with Item 9 and then to have them approved as permitted locations by WILDLING by means of individual communication.
Items 8.1 to 8.3 likewise apply to other promotional materials (such as logos, product images, and other graphic and text links [in particular those that are linked to the Affiliate Links to enable a visually appealing presentation of the Affiliate Links]) that may additionally be provided to the participant by WILDLING (hereinafter referred to as “Wildling Promotional Materials”).
3.1 Unless otherwise stipulated in other agreements concluded between the participant and WILDLING, the Wildling Promotional Materials and Affiliate Links may not be modified, copied, or used for replication in any other way.
3.2 Participants may use solely the Wildling Promotional Materials and Affiliate Links that have been provided to them by WILDLING and approved for the WSA Program. The use of other materials is only permitted after consultation with WILDLING.
3.3 Participants may use the Affiliate Links and/or the Wildling Promotional Materials solely in connection with the WSA Program and solely for the distribution and/or promotion of original WILDLING products (new goods) and solely in the manner defined in these Official Rules.
3.4 WILDLING has the right to monitor the participants’ use of the Affiliate Links and/or Wildling Promotional Materials at any time. If it is not possible for WILDLING to monitor this use without the participant’s cooperation, the participant will immediately take all necessary steps to enable WILDLING to verify the use after being requested to do so by WILDLING; if the Affiliate Links and/or Wildling Promotional Materials are embedded on a password-protected website, for example, the participant will provide WILDLING with the password.
4 Prohibited websites, sales channels, and other prohibited sales or promotional activities
4.1 Provided that participants and WILDLING have not agreed otherwise by way of individual communication, participants are strictly prohibited from using the Affiliate Links and/or Wildling Promotional Materials in any of the following ways:
a) on websites or sales or distribution channels that have not been explicitly agreed upon with WILDLING;
b) in newsletters, particularly in promotional emails;
c) on websites on which coupons, discount codes, discounts, or price-reduced products are being advertised and/or offered;
d) on/through browser toolbars and/or browser plugins;
e) in/on remarketing and/or retargeting networks and/or platforms or in connection with other remarketing or retargeting measures; in other words, in connection with methods that are used to subsequently attract the attention of website visitors who have not made use of or purchased the offers there back to the offers in which they were interested, for instance by placing advertisements on third-party websites;
f) in advertisements placed by a participant in Internet search engines (hereinafter referred to as “Adword Ads” or “SEA Activities”) or otherwise initiated by the participant, in particular if the Affiliate Link and/or the Wildling Promotional Material and/or the word “Wildling” (regardless of its spelling or appearance) is included in the Adword Ad itself;
g) in/on online marketplaces, such as Amazon or Ebay;
h) as “forced links” or “forced clicks,” which are links that visitors to a website are forced to click in some way, such as by being shown an advertisement that they must first click away from in order to view the other information on the page in its entirety;
i) in the context of passive advertising media contacts, such as “pop-ups,” “pop-unders,” or “layers” (a “pop-up,” “pop-under,” or “layer” is an element of a graphical user interface, such as a web page, that is used to display additional advertising content or to prompt a particular interaction; in the worst case, pop-ups “pop up” and cover other parts of the user interface);
j) in the context of adware systems, such as the toolbars and plugins mentioned under d) as well as other comparable software that displays advertisements to users when installed;
k) in the context of offline sales activities, such as printing the Affiliate Links and/or Wildling Promotional Materials on promotional flyers or similar.
4.2 Participants are prohibited from providing Affiliate Links and/or Wildling Promotional Materials to third parties who subsequently make use of them (“sub-affiliation”), irrespective of whether the participants grant the third parties any benefit in return (such as a portion of the commission).
4.3 Insofar as a participant and WILDLING have not agreed otherwise by way of individual communication, participants are prohibited from using the company keyword “WILDLING” and/or the trademark “Wildling” (regardless of the spelling or depiction) – including in connection with other words such as “Wildling voucher(s)” – as an Adword in search engines or in online marketplaces, nor may they offer or buy “Wildling” (regardless of the spelling or depiction) as an Adword from the operators of search engines or online marketplaces – either as a result link or comparative links, or as a special booking beyond the result links displayed on Internet search engines (e.g. AdWords Select or premium placements on Google).
4.4 The websites and sales channels used by participants in connection with the WSA Program may not contain the company keyword “WILDLING” and/or the trademark “Wildling” (regardless of the spelling or depiction) and/or other trademarks protected for the benefit of WILDLING or the names of WILDLING’s products in their URLs – including in connection with other words.
4.5 Participants are strictly prohibited from using the Affiliate Links and/or Wildling Promotional Materials on websites or sales channels that contain content or images that are violent, sexual, discriminatory, abusive, racist, defamatory, indecent, or otherwise unlawful. Furthermore, the participant may not engage in any other sales or advertising activities that could be in any way related to WILDLING on any such websites or distribution channels.
Additional requirements for websites, sales channels, and other sales or promotional activities
4.6 The participant is responsible for ensuring that as a whole, the content that is available on the websites and/or sales channels used by him/her – with the exception of the Affiliate Links and/or Wildling Promotional Materials provided to him/her by WILDLING – does not violate any statutory provisions and/or the rights of third parties (including copyrights, personal rights, and trademark rights).
4.7 If purchase prices or other descriptions of WILDLING products are indicated on the websites and sales channels used by the participant, the participant is responsible for ensuring that the purchase price information or other product information is up-to-date and correct (meaning that it is consistent with the relevant current information available from WILDLING).
4.8 All websites and sales channels used by participants in connection with the WSA Program must have a complete, easily recognizable, immediately accessible, and permanently available provider identification (publication details). 4.9 The participant will not create websites and sales channels managed by him/herself (hereinafter referred to as “Participant Channels”) in a way that may cause confusion with the websites and other forms of online presence (such as profiles in social media) of WILDLING or create the impression that the Participant Channels are channels operated by WILDLING or that are part of the websites or sales channels of WILDLING.
4.10 In principle, participants have the opportunity to earn commissions from properly utilized Affiliate Links.
4.11 Provided that no other commission model has been agreed between the participant and WILDLING, the following commission model applies:
a) A participant only receives a commission when a customer is forwarded to WILDLING’s specific product offer through an Affiliate Link that identifies the specific referring participant, and then purchases this product from WILDLING (and not from a third party or the participant).
b) The amount of the commission is calculated according to a percentage, to be individually agreed between the participants and WILDLING, of the net sales generated by the referred sale (i.e. revenue minus sales tax, minus shipping costs, and minus any discounts [which, for instance, reduce revenue in the event that discount or voucher codes are entered]).
c) No commissions are incurred for referred sales
if the purchaser does not pay or
if the purchaser purchases a gift voucher from WILDLING rather than physical goods.
d) If a participant
uses Affiliate Links and/or Wildling Promotional Materials in a manner inconsistent with these Official Rules, and/or
manipulates the WSA Program to simulate referred purchases that it did not actually refer,
the participant will not accrue any commissions whatsoever for the entire duration of the participant’s association with WILDLING in connection with the WSA Program. In such case, the participant must refund any commissions already paid by Wildling.
e) If it is determined that more than half of the purchases referred by a participant in a given quarter are returned, the participant forfeits the right to receive commission for all sales referred in that quarter.
f) Commissions are calculated on a quarterly basis and subsequently communicated to participants. After the participant has issued an invoice in the appropriate amount and transmitted the invoice to WILDLING, WILDLING will arrange for payment in the quarter following the one for which the invoice was issued.
g) Payment will be made by bank transfer to an account to be specified by the participant.
5 Ordinary termination
5.1 WILDLING and the participants each have the right to terminate the cooperation in the WSA Program by giving one (1) month’s notice to the other party at the end of any month. The termination results in the cessation of the cooperation.
5.2 Specifically, termination entails the following consequences: a). clicks and conversions resulting from clicked Affiliate Links will no longer be actively tracked;
b) the participant is required to immediately and permanently remove all Affiliate Links and/or Wildling Promotional Materials
at its disposal from all websites and from all sales channels on which it had previously initiated their use,
as well as to refrain from using them elsewhere (in any way whatsoever, whether in their original, altered, or manipulated form).
5.3 Commissions earned by the participant during the period of cooperation will be calculated even beyond the termination date and, in the event of a positive result for the participant, the commissions will be subsequently disbursed.
6 Exclusion from participation (extraordinary termination)
Participants who do not comply with Items 2.2, 5.3, 5.4, 6, 8, 9, 10, and 11.2 lit. d) of these Official Rules and/or violate them in any way may be excluded from participation by WILDLING with immediate effect; that is, terminated without notice.
6.1 Specifically, this exclusion has the following consequences:
a) The consequences listed in Item 12.2 apply accordingly.
b) The excluded participant must return to WILDLING all goods, services, and payments received from WILDLING as part of the WSA Program. If the participant is unable to return these items, he/she is liable to pay compensation of the value of the items.
c) Furthermore, WILDLING is entitled to withhold any outstanding payments (including commission payments) from the excluded participant. Item 12.3 is not applicable.
d) The participant must compensate WILDLING for all damages incurred or to be incurred in the future by WILDLING as a result of the participant’s culpable infringement of the provisions set forth in Item 12.1.
Suspension or termination of the WSA Program
WILDLING reserves the right to temporarily suspend or terminate the WSA Program in whole or in part in the event that the integrity or the correct and proper execution of the WSA Program is compromised in any way that is not within the control of WILDLING, in particular in the event of a computer virus, software error, comparable technical malfunction, hacker attack, or other unauthorized human intervention. Participants are not entitled to any claims arising from such suspension or termination of the WSA Program. This notwithstanding, Item 12.3 applies mutatis mutandis.
7 Force majeure
Serious events, including but not limited to force majeure, labor disputes, riots, war or terrorist conflicts that result in unforeseeable consequences regarding the implementation of the WSA Program exempt WILDLING and the participants from their obligations to render services for the duration of the disruption and to the extent of its effect, regardless of whether they were in default. This does not in any way imply that the contract is automatically terminated. The contracting parties are obliged to notify the other party of any such impediment and to adapt their obligations in good faith to the altered circumstances.
Liability on the part of WILDLING
7.1 WILDLING is liable to the participant for damages resulting from culpable injury to life, body, or health. 7.2 The participants release WILDLING from any liability for any other loss or damage resulting from participation or attempted participation in the WSA Program, unless the damage is caused to the participant due to gross negligence or intentional conduct on the part of WILDLING.
WILDLING is only liable for slight negligence in the event of a breach of an essential contractual obligation (material obligation). A material obligation is an obligation that must be fulfilled in order for the WSA Program to be implemented at all and therefore one that the participant may generally rely on being fulfilled. Liability for the breach of material obligations is limited to typical, foreseeable damage.
8 No guarantee of flawless operation
WILDLING operates the WSA Program within the scope of its technical possibilities, which depend in particular on GRIN. For this reason, WILDLING does not provide any assurances or warranties with regard to the error-free and uninterrupted usability of the WSA Program, but instead precludes any such assurances or warranties.
Rules for handling personal data
The recipients, administrators, and processors of the participants’ personal data are WILDLING and GRIN, both of which will collect, store, process, and share such personal data with each other to the extent necessary for the performance of the WSA Program and the related contract execution. The legal basis for this is Article 6(1) lit. b GDPR.
The data privacy officer at WILDLING is Michael Tetté (firstname.lastname@example.org).
The personal data will be erased or blocked by WILDLING as soon as the purpose of the storage ceases to apply. However, storage may continue if such storage has been stipulated by European or national legislature in Union regulations, laws, or other provisions to which the data controller is subject. Data will also be blocked or erased if a storage period prescribed by the aforementioned standards expires, unless there is a need to continue storing the data in order to conclude or fulfill a contract.
Participants have the option at any time (i) to object to the use of their personal data by WILDLING. Participants (ii) may at any time access and modify the data stored by WILDLING pertaining to them. In both cases (i and ii), an informal notification by e-mail to email@example.com is sufficient. The legality of the data processing already carried out by WILDLING remains unaffected by such objection. If however, the data is required to implement the WSA Program and its associated contract execution or to carry out pre-contractual activities, premature erasure of the data is only possible insofar as contractual or legal obligations do not preclude such erasure. By the same token, this does not affect statutory retention periods.
Disclosure to other third parties:
a) Insofar as it is necessary for the implementation of the WSA Program and the associated contract execution (including in the event of commission payments), WILDLING will transmit personal data (including payment data [such as an account number]) to the credit institution commissioned with the payment processing and/or to such other third parties that must be involved by necessity for the implementation of the WSA Program and the associated contract execution. The legal basis for this is Article 6(1) lit. b GDPR.
b) In other cases, WILDLING will disclose personal data to third parties
if the disclosure is necessary to assert, exercise, or defend legal claims pursuant to Article 6(1) p. 1 lit. f GDPR and there is no reason to assume that the participant has an overriding interest worthy of protection in not having his or her data disclosed;
in the event that there is a legal obligation to disclose the data pursuant to Article 6(1) p. 1 lit. c GDPR;
in accordance with Article 6(1) sentence 1 lit. f GDPR in other cases in which participants submit requests to WILDLING that WILDLING can only process and respond to in consultation with cooperation partners;
if contractual agreements exist with other business partners and sponsors, such as in the case of a contest, in which consent to the transfer of data is requested separately and the transfer is necessary in order to participate.
Applicable law and severability clause
The law of the Federal Republic of Germany applies exclusively without application of the UN Convention on Contracts for the International Sale of Goods (CISG).
If any provision of these Official Rules is or becomes invalid, this does not affect the validity of the remaining provisions. The invalid provision is to be replaced by a valid provision that most closely reflects the commercial intent of the invalid provision.